Agenda - Council - 06/11/1985 - Special

Home

I I I I I I I I I I I I I I i I I I I controversy shall be determined by arbitration, in accordance with the rules then in force of the American Arbitration Association. The decision of the arbitrator or arbitrators shall be final and nonappealable, and Judgment may be entered upon the award in any court having jurisdiction thereof. ARTICLE XXIII. New Partners New Partners may be admitted into the Partnership, after approval by the unanimous vote of the Partners, only if they agree to execute and acknowledge such instruments as are necessary or desirable to effect such admission and to confirm their agreement to be bound by all the covenants, terms and conditions of this Agreement, as the same may have been amended. Each new Partner shall receive a capital interest and share in the profits, losses, and cash flow of the Partnership in an amount to be determined by all other Partners at the time of admission. ARTICLE XIX. Assigment of Partnership Interests No Partner may sell, transfer, convey or assign his interest in the Partnership, except upon the unanimous approval of all Partners. ARTICLE XX. Miscellaneous SECTION 20.1 Indemnification - Each Partner shall punctually pay and discharge his debts and engagements and shall at all times keep indemnified the other Partners and the property of the Partnership against the same and all actions, proceedings, claims and demands in respect thereof. Civil actions, other than those arising out of Partnership business, shall be defended and resolved by the Partner directly responsible for such actions, and all obligations and expenses incurred in connection therewith shall be borne by such Partner. -16-